Loadrite Scales New Zealand
Terms and Conditions

These Terms and Conditions govern the sale of products and/or provision of services by S3 Industrial Limited t/a Loadrite Scales New Zealand (Loadrite Scales).   

Placing an order with Loadrite Scales confirms your acceptance to these Terms and Conditions.

  1. DEFINITIONS

In these Terms and Conditions, unless the context indicates otherwise:

Business Day means a day which is not a Saturday, Sunday and statutory public holiday in New Zealand.

GST means Goods and Services Tax as defined in the New Zealand Goods and Services Tax Act 1985.

Products means all goods, products (including software) and/or materials provided by us to you under these Terms and Conditions and as described in any order form, phone call, email, or invoice. 

Service means any services provided by us to you under these Terms and Conditions and described in one or more services agreements, or in any order form, phone call, email, or invoice.

We, our, us means Loadrite Scales and any of its related companies (as defined in the Companies Act 1993) from time to time.

You and your means the purchaser of any Products or Services under these Terms and Conditions. 

  1. INTERPRETATION

In these Terms and Conditions, unless the context indicates otherwise:

Headings: clause and other headings are for ease of reference only and will not affect the interpretation of these Terms and Conditions.

Plural and Singular: references to the singular include the plural and vice versa.

Statutory Provisions: references to any statutory provision are to the statutory provisions in force in New Zealand and include any statutory provisions which amends or replaces it, and any bylaw regulation, order, statutory instrument, determination or subordinate legislation made under it.

Inclusive Expression: the term includes or including (or similar expression) is deemed to be followed by the words without limitation.

$ or Dollars references New Zealand currency. 

  1. QUOTES 
    1. Quotes are non-binding, unless otherwise specified in writing.  Orders are accepted as valid and binding only when confirmed by us in writing.  We may withdraw a quotation at any time before it is accepted.  Quotations will lapse, without notice, 30 days after it is given.
  2. SOFTWARE LICENCES
    1. All software is licensed or provided as a service and is not sold.  Software licensed or provided subject to any separate agreements provided by Loadrite Scales in connection with the software, including but not limited to any software licenses, product guides, operating manuals or other documentation (such as an End User License Agreement (EULA), Terms of Use or Terms of Service) (collectively, “User Agreements”).  You agree that you are bound by such User Agreements.  If there is a conflict or inconsistency between these Terms and Conditions and those of a User Agreement, the terms of the User Agreement will prevail.  If the User Agreement or other license terms do not accompany software included with a Product or Service, then Loadrite Scales grants you a personal, non-exclusive, revocable, non-assignable right to access and use such software solely as necessary for you to enjoy the benefit of the Product or Service.  Nothing in these Terms and Conditions will be construed to grant any rights or license to use any software in any manner of for any purpose not expressly permitted by the applicable User Agreement.
  3. PRICE
    1. The price of Products and/or Services will be as quoted to you in writing.
    2. All prices are exclusive of GST.
  1. PAYMENT
    1. Unless otherwise agreed, you must pay for Products and/or Services in full, without deduction or set off, by the 20th of the month following the date of invoice.  We have the continuing right to review your credit and change your payment terms, and may at any time demand advance payment, satisfactory security, or a guarantee of prompt payment prior to shipment or service visit. 
    2. Ownership in the Products will only pass to you when we have received full payment, in cash or cleared funds, of all monies owing by you to us.
  2. DELIVERY
    1. Delivery of the Products is subject to availability and will take place when they are ready for delivery and/or installation.
    2. Delivery times will be established when we accept your order in writing.  We will make commercially reasonable efforts to meet your requested delivery dates, unless you are in default under these Terms and Conditions.  We are not liable to you for any failure to deliver or install on any specific date or within a specified period.  Late delivery and/or installation is not basis for your cancellation of any order.
    3. Risk in the Products will pass to you on delivery or installation (as the case may be).  You are responsible for insurance of the Products from that time.
    4. You are responsible for giving prompt written notice of:
  1. identified damage or non-conformance of Products, within two days of delivery or installation;
  2. concealed Product damage, within 10 days of delivery or installation; and
  3. incorrect Products, within two days of delivery or installation.
    1. If you retain the Product without giving notice within the designated period, you will be deemed to have waived your right to reject the Product.
  1. CANCELLATION OF ORDERS
    1. Orders cannot be cancelled for any reason without our written consent. You may be required to reimburse any costs incurred by us prior to the cancellation of the order.
  2. DEFAULT
    1. If full payment for the Products or Services is not made by the due date, then without prejudice to any other rights or remedies available to us:
  1. We may cancel or suspend the delivery of further Products or Service;
  2. We may charge interest on overdue monies on a daily basis at 2% per month; and
  3. You will be responsible for all costs (including legal costs) incurred by us in recovering such monies.
    1. We reserve the right to require that all payments become immediately due and payable, or cancel or suspend your order without liability to you by written notice if:
  1. You default in performing your obligations under these Terms and Conditions;
  2. You cease business operations;
  3. You have a receiver, liquidator, administrator manager or mortgagee take possession of or be appointed with respect to all or any part of your business assets or undertaking; or 
  4. You make or attempt to make an arrangement or composition with your creditors.
  1. WARRANTIES AND LIABILITY
    1. We will provide the same warranty in respect of the Products as provided by the manufacturer.  
    2. We will replace or, at our option, repair Products supplied to you which are accepted to be within the terms of the manufacturer’s warranty.
    3. We are not liable under this warranty for any attempt to install, calibrate, maintain, or repair defective Products that have been made by any person other than ourselves.  
    4. Warranty claims will not be accepted where the defect or performance problem is as a result of:
  1. Inadequate or incorrect maintenance, calibration or storage;
  2. Use of unauthorised spare parts;
  3. Physical misuse or abuse or use in unsuitable environmental conditions;
  4. Incorrect or negligent use of equipment to which the Products are installed; or
  5. Any other conditions proven to be caused by factors outside our control.

In addition, the warranty will be voided where the warranty seal has been tampered with or broken.

    1. Loadrite Scales does not warrant the accuracy of the Product unless it has been certified as Legal for Trade (LFT).   Any Calibration Certificate provided confirms that the Product and/or Software has been calibrated on the date specified based on the weight you provided, however, this does not confirm that the Product and/or Software is accurate or will remain accurate for any specific period.  Any use by you of the Product and/or Software for billing or compliance requirements is at your own risk. Loadrite Scales is not liable for any loss arising out of your reliance on the Product and/or Software, and you indemnify Loadrite Scales against any claims arising out of your reliance on the Product and/or Software. 
    2. The Product will only be warranted as accurate where it has been certified as LFT, evidenced by a Certificate from Test Assured.  Certification is valid for one year only.  Misuse of the Product, such as overloading, may result in the Product becoming inaccurate during the certified period.  Loadrite Scales is not liable for any loss arising from inaccuracy of the Product due to misuse.
    3. To the fullest extent permitted by the law, our liability under these Terms and Conditions is in substitution for, and to the exclusion of, all warranties, representations, conditions or obligations imposed or implied by law, statute or otherwise in relation to the Products, and all liability for any indirect, special or consequential loss or damage of any kind is expressly excluded.
    4. The parties agree that the limitations of liability in this section 10 are agreed allocations of risk constituting in part the consideration of Loadrite Scales sale of Products and/or Services to you, and such limitations will apply notwithstanding the failure of essential purpose of any limited remedy. 
  1. CONSUMER GUARANTEES ACT 1993 (CGA) AND THE FAIR-TRADING ACT 1986 (FTA)
    1. You acknowledge that the Products are being purchased for business purposes and the CGA does not apply.  The parties agree that the Products are supplied and acquired in trade within the meaning of the FTA, that sections 9, 12A and 13 of the FTA will not apply to the agreement between the parties, and it is fair and reasonable to exclude their application. 
    2. You acknowledge, and the parties agree, that the Servies are purchased for business purposes and supplied and acquired in trade for the purpose of any other applicable laws, including the CGA, and sections 9, 12A and 13 of the FTA do not apply to the agreement between the parties to the extent permissible under that act.
  2. PERSONAL PROPERTY SECURITIES ACT 1999 (PPSA)
    1. You grant us a purchase money security interest in each Product delivered to you until payment is made in full to us for such Products.  Upon request, you will cooperate with us in perfecting any such security interest.
    2. You undertake to do all acts and provide us on request all information we require to register a financing statement or financing change statement on the Personal Property Securities Register or otherwise register and/or perfect our security interest.
    3. You waive any rights to receive a copy of a verification statement or financing change statement relating to the security interest under these Terms and Conditions.
    4. You agree that sections 114(1)(a), 116, 120(2), 121, 125, 126, 127, 129, 131, 132, 133 and 134 of the PPSA, and any equivalents in any applicable laws to the extent possible under those laws, shall not apply to these Terms and Conditions and waives any rights you have under those sections.
  3. INTELLECTUAL PROPERTY
    1. Neither Loadrite Scales, our manufacturer, nor our suppliers transfer to you any right, title or interest in any copyright, trade marks, patents or other intellectual property rights in or relating to the Products.
  4. GENERAL
    1. Modification: We may amend these Terms and Conditions from time to time by posting an updated version on our website.
    2. Waiver: No delay or failure by us to exercise our rights under these Terms and Conditions operates as a waiver of those rights.
    3. Severability: If a court decides that party of these Terms and Conditions are unenforceable, the part concerned shall be deleted from the rest of these Terms and Conditions, which will then continue in force.
    4. Force Majeure: Except for payment obligations, neither party will be liable to the other for failure to perform its obligations to the extent caused by an event beyond the reasonable control of such party, provided that, to the extent feasible, the affected party promptly notifies the other of such occurrence and makes commercially reasonable efforts to eliminate the effect.
    5. Notices: Any notice which may or is required to be given under these Terms and Conditions will be in writing to the address(es) specified by each party, and is effective only:
  1. In the case of a personal delivery, when delivered; and
  2. If made by email, on the Business Day on which it is delivered, provided the sender does not receive and automated “out of office” or notification of non-delivery indicating the message has not been received;

provided that any communication received or deemed received after 5pm or on a day that is not a Business Day will be deemed not to have been received until the next Business Day. 

    1. Governing law and jurisdiction: These Terms and Conditions will be interpreted in accordance with and governed by the laws of New Zealand, and the New Zealand courts will have the exclusive jurisdiction in respect of all matters between us.